Consolidated Communications Holdings Inc (NASDAQ:CNSL) and certain of its subsidiaries entered into a Restatement Agreement (the “Restatement Agreement”) with Wells Fargo Bank, National Association, as administrative agent, and certain other lenders. Pursuant to the Restatement Agreement, the parties agreed to amend and restate the Company’s Second Amended and Restated Credit Agreement, dated as of December 23, 2013, as amended, through a Third Amended and Restated Credit Agreement (the “Third Amended and Restated Credit Agreement”) attached as Annex A to the Restatement Agreement.
Under the terms of the Third Amended and Restated Credit Agreement, the Company issued initial term loans in the aggregate amount of $900.0 million, with a maturity date of October 5, 2023 (subject to earlier maturity as described below), and used the proceeds to pay off the outstanding term loan in the amount of $885.0 million which was scheduled to mature on December 23, 2020, and for fees and general corporate purposes. Also under the terms of the Third Amended and Restated Credit Agreement, the Company obtained a revolving loan facility in the amount of $110.0 million, with a maturity date of October 5, 2021. Pricing and other terms included the following:
- The terms, conditions and covenants of the initial term loan facility are materially consistent with those in the existing Second.
- The initial term loan maturity date is October 5, 2023, provided that unless the Company’s Senior Unsecured Notes, which matures on October 1, 2022, are repaid in full or redeemed in full by March 31, 2022, such maturity date shall be March 31, 2022.
- The initial term loan facility has an interest rate of LIBOR plus 3.00% with a 1.00% LIBOR floor. The initial term loan included an original issue discount of 0.25%. The debt will be amortized at the same 1.0% rate per year. The spread on the revolving loan facility consists of a range from 2.50% to 3.25% based upon the Company’s “Total Net Leverage Ratio” (as such term is defined in the Third Amended and Restated Credit Agreement).
- The Company has the ability to borrow an additional $300 million of incremental term loans (exclusive of proceeds thereof that are used to repay all or a portion of the initial term loan facility and certain other indebtedness), provided that the Company can borrow more than the $300 million if its Senior Secured Leverage Ratio (as such term is defined in the Third Amended and Restated Credit Agreement) would not exceed 3.00 to 1.0.
The foregoing description of the Restatement Agreement and the Third Amended and Restated Credit Agreement is qualified in its entirety by the terms of the Restatement Agreement and the Third Amended and Restated Credit Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.